NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES Emerita Resources Corp. has closed, on a fully-subscribed basis, its previously announced private placement of common shares . The Company issued 27,000,000 units pursuant to the Offering at a price of $0.05 per Unit for aggregate gross proceeds of $1,350,000. Each Unit is comprised of one common share of Emerita …
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Emerita Resources Corp. (TSX-V: EMO) (the “Company” or “Emerita”) has closed, on a fully-subscribed basis, its previously announced private placement of common shares (see news releases dated May 14, 2020 and May 28, 2020) (the “Offering”). The Company issued 27,000,000 units (the “Units”) pursuant to the Offering at a price of $0.05 per Unit for aggregate gross proceeds of $1,350,000.
Each Unit is comprised of one common share of Emerita (each a “Common Share”) and one-half of one common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder to acquire one Common Share at a price of $0.15 for a period of 24 months from the date hereof, subject to an acceleration provision whereby in the event that at any time after the expiry of the statutory hold period, the Common Shares trade at $0.25 or higher on the TSX Venture Exchange for a period of 20 consecutive days, the Company shall have the right to accelerate the expiry date of the Warrants to the date that is 30 days after the Company issues a news release announcing that it has elected to exercise the acceleration right.
The proceeds of the Offering are expected to be used to finance exploration activities at the Company’s properties in Spain and for general corporate purposes.
In connection with the closing of the Offering, the Company paid finder’s fees of $70,160 in cash and issued 1,323,000 non-transferable finder’s warrants (“Finder’s Warrants”). Each Finder Warrant will entitle the holder thereof to purchase one Share at a price of $0.15 for a period of 24 months from the date hereof.
The Offering is subject to the receipt of all necessary approvals, including the final approval of the TSX Venture Exchange.
All of the securities issued by the Company pursuant to the Offering will be subject to a four-month statutory hold period which expires on November 11, 2020.
Each of the directors and officers of the Company have subscribed for Units pursuant to the Offering (the “Insider Participation”). The Insider Participation will be considered to be a “related party transaction” as defined under Multilateral Instrument 61-101 (“MI 61-101”). The Insider Participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101.
Lawrence Guy, Chairman of Emerita, states, “We would like to thank our long term and new shareholders for their continuing support. We are excited to get to work on the Romanera / Paymogo project and will continue to update shareholders as the project develops. The response to the financing was overwhelmingly positive and as a result we are announcing a new offering below that will be open for investors with continued interest that unfortunately could not participate in the previous financing.”
Due to overwhelming interest in the Offering, many prospective investors were not able to participate in the Offering or did not receive their desired allocations. The Company is pleased to announce a new private placement financing to allow such investors an opportunity to invest in Emerita (the “New Offering”). Pursuant to the New Offering, Emerita will issue up to 7,142,857 units of Emerita (the “New Units”) at a price of $0.14 per New Unit for gross proceeds of up to $1,000,000 (the “New Offering”).
Each New Unit shall be comprised of one common share of Emerita and one-half of one common share purchase warrant (each whole warrant, a “New Warrant”). Each New Warrant shall entitle the holder to acquire one Common Share at a price of $0.15 for a period of 24 months following the closing date of the New Offering, subject to an acceleration provision whereby in the event that at any time after the expiry of the statutory hold period, the Common Shares trade at $0.25 or higher on the TSX Venture Exchange for a period of 20 consecutive days, the Company shall have the right to accelerate the expiry date of the New Warrants to the date that is 30 days after the Company issues a news release announcing that it has elected to exercise the acceleration right.
The proceeds of the New Offering are expected to be used to finance exploration activities at the Company’s properties in Spain and for general corporate purposes.
The closing date of the New Offering is expected to occur on or about July 24, 2020. All securities issued by Emerita will be subject to a hold period of four months and one day. Emerita has agreed to pay a finder’s fee of 8% of the gross proceeds, payable in cash, and finder’s warrants equal to 8% of the New Units sold by qualified finders. Each finder’s unit shall be exercisable to acquire one common share of the Company at an exercise price of $0.15 per Common Share, for a period of 24 months from the closing date of the New Offering. Completion of the New Offering is subject to customary closing conditions, including TSX Venture Exchange approval.
About Emerita Resources Corp.
Emerita is a natural resource company engaged in the acquisition, exploration and development of mineral properties in Europe, with a primary focus on exploring in Spain. The Company’s corporate office and technical team are based in Sevilla, Spain with an administrative office in Toronto, Canada.
For further information, contact:
+1 (416) 566-8179 (Toronto)
+34 (628) 1754 66 (Spain)
Cautionary Note Regarding Forward-looking Information
This press release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. Forward-looking information includes, without limitation, statements regarding the Offering and the New Offering, the use of proceeds of the Offering and the New Offering, and the Company’s future plans. Generally, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. Forward- looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Emerita, as the case may be, to be materially different from those expressed or implied by such forward-looking information, including but not limited to: general business, economic, competitive, geopolitical and social uncertainties; the actual results of current exploration activities; risks associated with operation in foreign jurisdictions; ability to successfully integrate the purchased properties; foreign operations risks; and other risks inherent in the mining industry. Although Emerita has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. Emerita does not undertake to update any forward-looking information, except in accordance with applicable securities laws.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
NEITHER TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.